C3Part 34Overseas companies

Annotations:
Modifications etc. (not altering text)

Other requirements

I11049Accounts and reports: general

1

The Secretary of State may make provision by regulations requiring an overseas company that is required to register particulars under section 1046—

a

to prepare the like accountsF1and strategic report and directors' report, and

b

to cause to be prepared such an auditor's report,

as would be required if the company were formed and registered under this Act.

2

The regulations may for this purpose apply, with or without modifications, all or any of the provisions of—

  • Part 15 (accounts and reports), and

  • Part 16 (audit).

3

The Secretary of State may make provision by regulations requiring an overseas company to deliver to the registrar copies of—

a

the accounts and reports prepared in accordance with the regulations, or

b

the accounts and reports that it is required to prepare and have audited under the law of the country in which it is incorporated.

4

Regulations under this section are subject to negative resolution procedure.

I21050Accounts and reports: credit or financial institutions

1

This section applies to a credit or financial institution—

a

that is incorporated or otherwise formed outside the United Kingdom and Gibraltar,

b

whose head office is outside the United Kingdom and Gibraltar, and

c

that has a branch in the United Kingdom.

2

In subsection (1) “branch” means a place of business that forms a legally dependent part of the institution and conducts directly all or some of the operations inherent in its business.

3

The Secretary of State may make provision by regulations requiring an institution to which this section applies—

a

to prepare the like accountsF2and strategic report and directors' report, and

b

to cause to be prepared such an auditor's report,

as would be required if the institution were a company formed and registered under this Act.

4

The regulations may for this purpose apply, with or without modifications, all or any of the provisions of—

  • Part 15 (accounts and reports), and

  • Part 16 (audit).

5

The Secretary of State may make provision by regulations requiring an institution to which this section applies to deliver to the registrar copies of—

a

accounts and reports prepared in accordance with the regulations, or

b

accounts and reports that it is required to prepare and have audited under the law of the country in which the institution has its head office.

6

Regulations under this section are subject to negative resolution procedure.

I3C11051Trading disclosures

1

The Secretary of State may by regulations make provision requiring overseas companies carrying on business in the United Kingdom—

a

to display specified information in specified locations,

b

to state specified information in specified descriptions of document or communication, and

c

to provide specified information on request to those they deal with in the course of their business.

2

The regulations—

a

shall in every case require a company that has registered particulars under section 1046 to disclose the name registered by it under section 1047, and

b

may make provision as to the manner in which any specified information is to be displayed, stated or provided.

3

The regulations may make provision corresponding to that made by—

  • section 83 (civil consequences of failure to make required disclosure), and

  • section 84 (criminal consequences of failure to make required disclosure).

4

In this section “specified” means specified in the regulations.

5

Regulations under this section are subject to affirmative resolution procedure.

I4C21052Company charges

1

The Secretary of State may by regulations make provision about the registration of specified charges over property in the United Kingdom of a registered overseas company.

2

The power in subsection (1) includes power to make provision about—

a

a registered overseas company that—

i

has particulars registered in more than one part of the United Kingdom;

ii

has property in more than one part of the United Kingdom;

b

the circumstances in which property is to be regarded, for the purposes of the regulations, as being, or not being, in the United Kingdom or in a particular part of the United Kingdom;

c

the keeping by a registered overseas company of records and registers about specified charges and their inspection;

d

the consequences of a failure to register a charge in accordance with the regulations;

e

the circumstances in which a registered overseas company ceases to be subject to the regulations.

3

The regulations may for this purpose apply, with or without modifications, any of the provisions of Part 25 (company charges).

4

The regulations may modify any reference in an enactment to Part 25, or to a particular provision of that Part, so as to include a reference to the regulations or to a specified provision of the regulations.

5

Regulations under this section are subject to negative resolution procedure.

6

In this section—

  • “registered overseas company” means an overseas company that has registered particulars under section 1046(1), and

  • “specified” means specified in the regulations.

I51053Other returns etc

1

This section applies to overseas companies that are required to register particulars under section 1046.

2

The Secretary of State may make provision by regulations requiring the delivery to the registrar of returns—

a

by a company to which this section applies that—

i

is being wound up, or

ii

becomes or ceases to be subject to insolvency proceedings, or an arrangement or composition or any analogous proceedings;

b

by the liquidator of a company to which this section applies.

3

The regulations may specify—

a

the circumstances in which a return is to be made,

b

the particulars to be given in it, and

c

the period within which it is to be made.

4

The Secretary of State may make provision by regulations requiring notice to be given to the registrar of the appointment in relation to a company to which this section applies of a judicial factor (in Scotland).

5

The regulations may include provision corresponding to any provision made by section 1154 of this Act (duty to notify registrar of certain appointments).

6

Regulations under this section are subject to affirmative resolution procedure.